GTL Summary:

Establishes how the EUR 750 million revenue test applies to MNE Groups that have undergone mergers or demergers in preceding years.

Document Type: ERS - Executive Regulations
Law: DMTT Law (Decree Law No. 11 of 2024)
Decision Number: executive-regulations-172-article-37
Year: 2024
Country: 🇧🇭 Bahrain
Official Name: Article 37 - Consolidated Revenue Test for Group Mergers and Demergers
Last updated at: 2026-02-23 12:13:40 UTC

Chapter 5 - Restructuring and Holding Structures

Article 37 - Consolidated Revenue Test for Group Mergers and Demergers

  1. Where two or more Groups merge to form a single Group in any of the last four consecutive Fiscal Years immediately preceding a Fiscal Year, the Revenue Test, shall be deemed to be met for any Fiscal Year prior to the Merger if the sum of the revenue included in each of their Consolidated Financial Statements for that Fiscal Year is equal to or exceeds EUR 750 million.

  2. For the purposes of applying the provisions of this Article, any income or expenses relating to transactions between the Groups during years prior to the merger are not taken into account when computing the sum of the revenue.

  3. Where an Entity that is not a member of a Group (the Acquired Entity) merges with an Entity or a Group (the Acquiring Entity) in a Fiscal Year, and either the Acquired Entity or the Acquiring Entity do not have Consolidated Financial Statements in any of the four Fiscal Years preceding that Fiscal Year, the Revenue Test shall be deemed to be met for that Fiscal Year if the sum of the revenue included in each of their financial statements or Consolidated Financial Statements for that Fiscal Year is equal to or exceeds EUR 750 million.

  4. For the purposes of applying the provisions of Paragraph A of this Article, where an Acquired Entity merges with an Acquiring Entity and the Fiscal Years of the Acquired Entity and Acquiring Entity prior to the merger do not align, the revenue of the merged Group shall be computed by aggregating the revenue of the relevant Entities of the financial period that ends with or within the fiscal period that the Group uses after the merger.

  5. Where a single Multinational Enterprise Group with Constituent Entities within the scope of the Model Rules or the Law demerges into two or more Groups (each a Demerged Group), the Revenue Test shall be deemed to be met by a Demerged Group where all of the following apply:

    1. With respect to the first Fiscal Year ending after the Fiscal Year in which the demerger took place, the Demerged Group has an annual revenue of EUR 750 million or more in that Fiscal Year.

    2. With respect to the second to fourth Fiscal Years ending after the Fiscal Year in which the demerger took place, the Demerged Group has an annual revenue of EUR 750 million or more in at least two the Fiscal Years following the year of the demerger.

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